Raising the Skies Again
by arrowprincess12
Summary: Slight AU of the last half of Season 2 following Season 3 & 4. After studying the aftermath of what happened in the city, Ben finds an old friend. The group learns what happened during the months Ben was harnessed and discover new things that could bring victory to their future.
1. Discovery

**A/N: thought of this cool idea while I was in the shower..cuz I mean, who doesnt get great ideas when showering? :) enjoy!**

It was a normal day, well as normal as it can get knowing that aliens have taken over the whole world. It was complete chaos that day, an event that will forever be embedded in the minds of those that have survived.

Tom Mason stood outside the hospital as he breathed in the cold dead air. He missed looking down the road and seeing cars drive by, people greeting each other as they pass on the sidewalk. A kid chasing his dog while the old man next door tells you to get off his lawn. Those were things he would never forget. But they were temporarily put off to the side as a loud explosion caught his attention. Turning around he saw flames and smoke rise into the sky. He wasn't the only one who saw either.

"What the hell is that?!" Yelled Weaver as he stood next to Tom staring at the smoke.

"Looks like it came from inside the city" replied Tom as he examined the situation. More people making their way outside to see what they had just heard. All whispering to each other wondering if it was another survival group or simply the aliens trying to find them.

One look at each other was all it took for them to understand that they should get a group together and check out what might have happened. The group consisted of Tom, Dai, Hal, Anthony, Maggie and Ben. After they were all geared up they headed out towards the city. None of them were sure of what they would find, they only hoped it was good news. It only took them ten minutes to drive down and stopped once they were at the entrance of the city. They all agreed to stay low and run back to the truck at any sign of danger.

"It looks like a war zone down here" Maggie stated as she kept her gun at the ready examining the area.

"Thats because it was" Replied Tom who knelt down next to one of the dead skitters.

Not seeing anything useful of telling them what happened they expanded their search. Hal and Maggie were paired together, of course, Ben was with Anthony and Tom was with Dai. They each took a different part of the area and watched the ground for any clues.

As Ben looked around he kept getting a strange feeling in the pit of his stomach. He didn't know why either and it continued to nag at him. Anthony noticed but didn't say anything. Ben never talked about what was bothering him so it would only be a wasted attempt. That was what always worried the Mason family the most. Ever since getting Ben back he always kept his feelings bottled up and would never tell anyone what was wrong. It wasn't because he didn't want to, it was simply because he knew they wouldn't understand.

"I don't get it, I'm not seeing anything that shows they were fighting someone. It looks as if they were fighting each other." Hal thought out loud.

Tom looked at the dead creatures and thought of the possibility that what his son said could be true. "I think they were..but the only question is, why?"

Thats when Ben really felt it. Almost like a tingling sensation that traveled up his spine, as if his spikes were vibrating. He wildly looked around to see if he could find the source of whatever was making him feel this way. He realized then that it must have been a deharnessed kid or a skitter that was still alive and trying to connect with him.

"Dad..theres something here, I can feel it." He finally spoke up walking towards the others, Anthony right behind him. The others hadn't heard what he said though because they were all busy staring at the blue lights lighting up Ben's back, more specifically, his spikes.

"Dad!" Ben yelled finally getting everyone's attention. "One of them is still alive." He explained again. They all scanned the area looking for any movement or signs of life.

As Ben kept walking, he could feel the connection grow stronger. It almost felt, familiar. Finally he saw it, a girl face down in the dirt, her chest barely moving showing that she was still alive.

"DAD!" Ben shouted as he knelt down and carefully turned the girl onto her back. What he saw shocked him to the core.

Everyone ran towards Ben to see what he found. It wasn't very surprising at first but after seeing the slow rise and fall of her chest they knew they needed to get her back to the hospital so Dr. Glass could deharness her.

"I..I know her. She was in my group." Ben said softly as he looked over the unconscious girl.

"I thought we got all the kids out of the hospital that day?" Dai asked confused.

"You did. She and a few others were separated earlier that day." explained Ben as he watched them pick her up carefully. Tom held her in his arms as he told Anthony to run and get the truck. As he ran ahead with Dai, the rest of them started heading the same way slowly making sure nothing was following or targeting them.

Anthony and Dai met them halfway with the truck and carefully loaded the girl into the back of the truck, Ben holding her in his lap. Hal sat up front while Maggie and Tom stayed in the back with Ben. After what felt like an hour they finally made it back to camp. Maggie ran off inside to tell Anne that they would need her help.

Tom took her from Ben and rushed inside to find where Anne was. After finding her in an empty room he placed her on an empty gurney that Anne finished setting up as soon as Maggie told her what was going on. Ben stood back and observed as they put her under the heavy dose of morphine and started ripping at her shirt so they could take off the harness easier. He wondered if thats how it was with him. If this was the same way they acted and worked when taking off his. Moving his hand to the back of his neck instinctively, he closed his eyes and thought back to that day. He was brought out of those thoughts when Anne called him over asking for help.

"I need you to help your dad pull off the harness as I burn through the spikes." He nodded and took hold of the bug and slowly started lifting as Anne moved the blowtorch underneath. Once it was off Anne checked her pulse and gladly stated that she would be ok. Ben felt a sense of relief as he heard the good news. Exiting the room he repeated her words to Hal and the others that were waiting to hear. Taking a seat in a nearby chair he let out the breath he realized he was holding and ran a hand through his hair. Hal patted him on the back before taking off to go find Matt.

It wasn't until he heard shouting that he realized he had fallen asleep, slouched in the chair with his head resting on his hand. Stretching his sore limbs he discovered that the shouting was coming from the room his dad was in. Quickly getting up he headed inside to see Dr. Glass and his dad trying to calm down the girl who was clearly confused and freaking out. She was screaming at them, telling them not to hurt her while Tom was softly trying to explain that she was safe, and that they weren't going to try and harm her in any way. Deciding they needed help Ben stepped forward and spoke loud and clear to make sure he could be heard over the shouting.

"Emily!" He watched as they all turned their heads towards him. The girls eyes widened as realization hit her and she remembered the boy who just spoke her name. Both Tom and Anne saw that she was no longer struggling and took a few steps back studying the scene before them.

The girl looked frightened and relieved at the same time. Tears slowly falling down her cheeks as she bit her bottom lip to keep it from shaking. Finally she opened her mouth, ready to confirm that what she saw in front of her was real and not a dream. Taking a deep breath she spoke,

"Ben?"

**A/N: So I have this set during Episode 5 of Season 2. Everything after that episode is completely AU in this story, some plot lines may stay the same from the show but will have different events. Please Review!**


	2. Reunion

"Ben?"

The middle Mason child smiled as he walked over. "The one and only" he said softly.

"W-where am I?" The girl, Emily, spoke through the tears streaming down her face. He replied in a soft gentle tone.

"It's ok, your safe. Your with the second mass." It took awhile for Emily to process the information and before she knew what she was doing she got up and hugged Ben as tight as she could. She buried her face in his chest as he wrapped his arms around her, careful of her spikes. After a minute she pulled away.

"I thought I'd never see you again!" She exclaimed. Ben only smiled as he kept his arms on her shoulders.

"You could never get rid of me that easily." It wasnt until they heard someone clearing their throat that they broke apart. Ben looked at his dad and Anne apologetically. "Sorry umm...this is Emily. She used to be part of my group when I was harnessed". Emily could see the uneasy feeling he got when mentioning the harness. Tom walked over and offered his hand.

"Hello Emily, its nice to meet you." Emily shook his hand with a small smile and returned the gesture. Anne did the same before looking at Tom. "We'll give you guys a moment to catch up." Tom said after a moment of awkward silence. Once they were out of the room Ben looked at Emily curiously. "How did you end up in that mess inside the city?" Emily thought hard from what she remembered happening not that long ago.

"I think they were taking me to the overlords..something about complications. " Shivers went down her spine as she thought about what it meant. Ben went into thought.

"It must have been the rebellion that attacked and killed them then." He thought out loud. Emily looked at him confused.

"Rebellion? What rebellion?"

"A skitter rebellion. Some of them have been able to ignore the effects of the harness and are trying to finally overthrow the overlords." He explained. Emily wasnt sure how to feel. It sounded insane, but after having aliens invade, nothing really seemed crazy anymore. Taking a deep breath, Emily sat down on the bed and placed a hand on her stomach. Ben watched her and turned away, thoughts and certain memories coming back that he wished he could forget.

"Well I guess I'll let you get some more rest." Ben said as he headed towards the door, a little too quickly Emily noticed.

"Ben.." She called after him. She watched him pause and turn towards her slightly. "It didnt work. You dont have to worry.." Ben only gave a slight nod before walking out softly shutting the door behind him.

Emily sat there and stared at the door a moment before lying back down on the bed. Her mind felt empty, the clearest its felt in almost a year. She was finally able to think for herself, speak for herself and whatever else she wanted. It felt nice. She was finally free and she couldnt be more happy. But there were still thoughts that stuck in her mind. Images that seemed like dreams from long ago. She knew they would ask her questions about the months shes been with them. She only hoped she would have the strength to answer those questions. She then glanced around confused as she heard a weird grumbling sound. Looking down she realized it was coming from her stomach. Standing up she tested her strength and made sure she would be ok to walk before walking out of her room and down the hall to find something to eat.

After walking in circles she spotted someone and approached them carefully, "e-excuse me..do you know where I could get some food?" The man smiled warmly at her and motioned for her to follow him, which she gladly did. After turning down a few corridors and doors, he walked her right into the cafeteria.

"Your in luck, looks like they just started serving lunch." Emily smiled gratefully.

"Thank you sir.." she watched as he chuckled and gave her arm a comforting squeeze.

"Call me Dai, sir makes me feel like my dad." Emily laughed and happily agreed. Thanking him again she got in line with a bunch of other people and waited to get much needed food. She wouldn't call it the best lunch she's ever had, but after months of not eating, she would take whatever she could get. Finding an empty table she sat down and began shoving the much needed food into her mouth.

Casually looking around the cafeteria she saw Dr. Glass with Ben's dad, Tom. At the table next to them were Ben and two other kids, one older and the other younger, they looked alike so she figured they must be related in some way or another. She didnt realize she was staring at them until the older one made eye contact with her and nudged Ben with a smirk making him look over in Emily's direction. She quickly looked down at her almost empty plate and finished the few bites of food she had left. Her cheeks turning red from embarrassment.

Getting up she handed her plate to a lady washing other dishes and headed back to her room. On the way she was stopped by the older boy she saw a few minutes ago.

"Hey it's Emily right?" The boy asked with a warm smile.

"Uh yea..that's me."

"Cool. I'm Hal, Ben's older brother. Just wanted to let you know that my dad and captain Weaver are looking for you. I can take you over there if you want." Emily nodded and followed Hal as he walked into a big room, bigger than her own. She noticed that a small group of people were with Tom and the one Hal called Weaver. Dr. Glass was there along with Dai who she had met earlier and Hal who stood next to his dad.

"Thank you Hal. I'm Dan Weaver, I'm glad your feeling better Emily". She nodded looking at the man.

"Thank you sir. It's good to be able to think for myself again." He nodded and sat down motioning for her to sit as well.

"Now I know you just woke up a few hours ago, but there are some questions I'd like to ask you, if that's alright." Emily was hesitant at first, but eventually nodded knowing that she'd have to tell them sooner or later. Just as she was about to speak Ben walked through the door and looked at everyone with curious eyes.

"what's going on?" He asked as his eyes landed on Emily and they stared at each other a moment before she broke eye contact suddenly becoming interested with the floor. Captain Weaver spoke for the group.

"I just need to ask Emily a few questions about the group she was with. Why she was the only one with the skitters when you found her." Emily noticed how tense Ben looked after hearing the captain speak. Hiding whatever emotions he just exposed his voice became firm and disapproving.

"I really don't think that's a good idea.." Tom raised a brow questioningly.

"And why is that?"

"it's none of your concern to know what happened."

"Ben." Tom warned his son in a grave voice.

"Ben, you haven't told them have you?" Everyone looked between Ben and Emily after she asked him that question. Hal cut in.

"what do you mean? Told us what?" Ben shook his head, silently pleading with her not to say anything. Emily ignored his plea and turned to the others.

"What really happened during the months we were together, when he was still harnessed."


	3. Truths Revealed

Emily watched as Ben paced back and forth shaking his head.

"No, no. You can't..they don't need to know" Emily stood up and walked over to him.

"They're your family Ben they have every right to know" Tom and the others watched with worried and confused eyes. He didn't understand what was going on. Was his son so terrified of what the skitters did to him that he didn't want to tell his family?

"Ben..it's ok. I'm sure whatever it is we'll understand" He jumped when his son slammed his fist against the wall making a dent. "No you can't! You will never understand what happened!"

"Hey just calm down alright?" Hal said watching his brother closely.

"You may not want them to know, but I do. If I can help, I will." Emily told him calmly before turning to the professor and the others. Ben sat on a chair facing away from them as he hung his head in shame.

"In the beginning, Ben and I were in a fairly large group. Maybe a little under twenty of us. For the first few months it was just collecting junk and scrap metal for the machines. Get up, work, sleep. The same routine for days." Emily paused a moment to make sure they still understood. She knew this next part would be harder for her.

"After wiping out almost all the humans, they realized that many children were dead and unusable. Finding and taking kids was getting harder for them. So they..they uhh, decided that they needed to keep the population going so they could have more workers. But since they are unable to mate, they turned to us." Dai turned away looking uncomfortable, Hal looked unsure along with his father. Weavers face was stone cold giving off no emotions. Ben kept his head down with his hands in front of him on his lap. She looked at him and wished she could apologize as he motioned with his hand for her to continue.

"That's how me and Ben met. Well mentally anyways. Everyone was paired with someone else within the group and they each made us go into a room. But something happened. Ben he, it seemed almost as if he was resisting, refusing to follow orders. His subconscious was trying to fight back so they..they removed his harness." Everyone's eyes widened while Emily felt tears build up inside of her.

"I stood there and watched as Ben laid on the floor dying. They did it to weaken his mind and gain control again. And just as he was about to die, they reattached it giving orders again as if nothing happened. That was when we were split up. I guess I was the lucky one though, because of the type of body I have, I'm not able to have kids. None of them ever made it past the first month, those that did died giving birth." Emily sniffled wiping away a few tears. "I was the only one that didn't change, and they noticed. They saw that I wasn't bearing any life inside of me, my stomach not getting any bigger than it is now, so they..they decided to try and impregnate me themselves." Hal put a hand to his mouth saying he was going to be sick. Tom stood there shocked while Weavers facade fell and his eyes held remorse and sorrow in them. Emily instinctively wrapped her arm around her stomach.

"They tried so many times, everyday they..I.." Emily couldn't control the tears streaming down her face. "I'm sorry.." She whispered before running out of the room. Tom wiped away tears of his own as he looked at Ben who slowly stood up. He could see the pain and anger in his sons eyes. The memories flashing in front of him.

"Trust me..there isn't a single day that goes by where I wish I had died that day." Ben said shocking everyone out of their thoughts, his eyes watering.

"but I'm not going to pretend I've had it worse than anyone else. There are still girls out there, like Emily, that are probably going through the same thing right now. So there you go, you finally learned what happened to your son and how you got stuck with the monster inside of him." Ben didn't wait a moment longer as he quickly walked out and took a few deep breaths to calm himself. Using his new abilities he listened closely for Emily. He could hear her crying still and figured she must be in her room.

Ben knocked on the door as he slowly opened it. Emily sat curled up on her bed with her face buried in her arms. She looked up at Ben and gave a useless attempt at wiping away the tears. "Hey.." He said quietly walking over and sitting next to her on the bed.

"Sorry for running out like that. I thought I had better control over my emotions.." She tried explaining although with how much her voice quivered and the tears still falling from her eyes, one could easily tell she was still having trouble with it all. Ben shook his head and wrapped an arm around her.

"Don't be..I understand how hard it can be telling someone something as big as that. You have nothing to be sorry for." He told her in a calm and comforting tone. Emily wrapped her arms around him hugging him back.

"Sorry for telling them what happened to you. To us.." Ben gave her a small smile as he turned to look at her.

"They were going to find out sooner or later. Guess I'm just glad that it's finally over with. Now I just have to deal with actually talking to them about it."

"So your not mad at me?" Emily watched his smile grow as she wiped away the last of her tears.

"Of course not. I could never be mad at you." Both sat there smiling at each other until Ben finally got up and headed for the door.

"Ben wait.." She watched him turn raising his eyebrows in question.

"Thank you..I'm really glad you found me". With one last smile Ben made his way out of her room and walked towards his own. Seeing his older brother and father he inwardly sighed and knew what was about to happen.

"Ben, I really think we should talk..As a family" Tom said following his son to his room.

"You know I'd love to dad. But after days of constantly staying up, I'm finally tired and would like to get at least a few hours of sleep before I go on patrol." Ben left no room for argument as he opened his door and shut it as quickly as he walked in. He hated shutting his family out, but he simply could never find the time and energy to let them in. He knew that there would be the endless amount of questions and sympathy gestures and to be honest, he really didn't want it or need it. Yea he missed hugging his dad as if he was a lifeline because of all the dangers that constantly surrounded them back then, but at the same time he was growing up and changing. It was time for him to be his own person. The only one he'd ever consider talking to was Matt because he was still too young to fully understand and knew he could trust his little brother better than anyone else besides Emily.

"He can sure be a pain in the ass sometimes.." Hal muttered as him and his dad stared at the door his brother just slammed in their faces. Tom only waved his hand and patted him on the back.

"It's alright. Your brothers been through alot. More than we thought after today. We just need to give him time, he'll come talk to us when he's ready."

"He's not the only one. We've had it just as rough as him. I mean we lost mom, family and friends, Jimmy, almost the whole 2nd mass! When will we stop losing people to be able to say we have had it as bad as him." Hal said aggravated.

"That's not what I'm trying to say Hal"

"Then what _are_ you trying to say?!"

"I'm saying that we just need to give your brother a little space!" Tom shouted making Hal go quiet as well as a few others lingering around them. "I'm not comparing him to us or the whole group. But he has suffered just as much as us. I mean after what Emily told us I'm not surprised he didn't want to say anything to us. I'm just now realizing that we could have lost him if they hadn't reharnessed him. For all we know he could be traumatized after what we just heard." Hal nodded in agreement finally understanding where his father was coming from.

"He'll talk to us, I know he will. But we just have to wait until he is ready and willing, not when we keep pushing him and trying to make him tell us. Otherwise he'll just keep pulling away the more we try." Tom hugged is eldest son and gave him a reassuring smile before going off to find Anne.

Hal knows he will always be concerned for his brother. He just wished he'd stop being so damn stubborn and let him help already. But that's what brothers are for he guesses, always there to push you to your limits before actually getting anywhere with them. Hal decided in that moment he would wait. Wait for that day and prepare so when his brother is finally ready to talk to someone, he'd be there. Forever and always.


	4. Something New Something Blue

The next few days passed by slowly for Emily. She was finally able to remember where everything was and no longer got lost. Everything was starting to settle into a routine, and she didn't mind at all. She felt normal again and enjoyed every moment of it.

Since she told captain Weaver and the others about what happened when she was harnessed, she saw less of Ben. He seemed distant and every time she tried to talk to him he either walked away before she could approach him or simply said he was too busy and that they could talk later. But later never happened. She couldn't help but feel as if she did something wrong. Maybe telling his family what happened was the wrong thing to do, and now it was her fault for driving Ben away. Those thoughts stuck in her mind everyday for hours. She just couldn't understand.

Still tired from the few hours of sleep she got last night, Emily slowly made her way to the cafeteria for breakfast. Looking around she didn't see many people so she was either early, or super late.

"Emily over here!" Yelled Matt waving at her. Hal sat across from him nodding.

"We grabbed you a bowl of food" He added.

Smiling, Emily made her way over to the two Mason brothers and sat down next to the youngest. For the past few days she has become close to the two and likes to think of them as her own special little family. Tom was very welcoming to her and told her that he would be more than happy to welcome her into the family. Since then she's spent almost all of her time around them as they updated her on everything that has been going on the past few months. It seemed the aliens had the upper hand, but Emily knew it wouldn't stop the 2nd mass from giving all their effort to keep everyone alive. She admired them for that.

"Emily..Earth to Emily" Hal waved his hand in front of her face. Emily looked up confused realizing that she had zoned out into her own little world.

"You okay?" Hal asked for the second time.

"Oh uh, yea. Just didn't get a lot of sleep last night." Nodding Hal went back to his meal as he listened to Matt talk about everything he was going to do today. Emily did the same but was only half listening as her attention went back to her thoughts.

When finished with her meal she told the two she would see them later and left the cafeteria. Walking down the dull and boring halls she saw Ben walking out of her room. Confused by what he was doing in there, Emily ran after him.

"Ben! hey wait up!" She was thankful when he actually stopped and waited.

"Hey Emily, I was just going to check up on how you've been doing."

"I've been good. You?" She noticed the hesitant look in his eyes and he tried to think of an answer.

"Umm same I guess. Just been out on patrol a lot." Emily knew something was bothering him, but if she mentioned anything about it he would never give a simple answer. It never hurt to try though.

"Ben, is everything okay? You look like you want to say something but at the same time you don't." He looked at her a bit surprised before looking away to calm his nerves.

"Yea totally, what makes you think somethings up?"

"Because since a minute ago when I asked you the question you stopped looking at me. Your not the only one with 'super' senses." She smirked crossing her arms seeing the defeat in his eyes.

"Ok I'll tell you. But you have to promise not to tell anyone else, my brothers and especially my dad!" This concerned Emily and she quickly nodded hoping that what he was going to say wouldn't make her regret anything later.

Ben grabbed her hand and walked back into her room. Locking the door he closed the blinds and made sure no one would be able to see or get into the room. Emily watched with concerned and curious eyes. Why was he locking them in? She got a horrible feeling that this wasn't going to be good.

"Ben whats going on? Why are yo-"

"You've noticed the changes right? heightened senses and things like that?"

"Yea sure, but what does this have to do with anything"

"Theres more." This startled Emily.

"What do you mean more?"

"I mean theres more going on with us then just what we already know!" He shouted at her making her flinch.

"Ben, your scaring me. Please just tell me whats going on." With a heavy sigh Ben stood in front of her.

"Do you trust me?"

"Of course I trust you, Ben just t-" Before Emily could finish speaking Ben reached out and held her hand. In that moment Emily could feel a tingling sensation run throughout her spine. Gasping she saw Ben's spikes glow a bright blue. She could only guess that hers were doing the same.

"B-ben...whats happening.." She said with a panicked voice. So many emotions and feelings were flowing through her that she wasn't sure what she should be feeling. Pulling away the tingling faded away as their spikes no longer glowed.

"Ben what the hell was that?!" Emily watched him with confused eyes.

"Calm down its okay!" Taking a deep breath she put her words in order before speaking again.

"Is this what you were going to tell me?" Ben sat on her bed nodding.

"Its why I was avoiding you the past few days. I didn't want to tell you until I was sure of what it actually was."

Emily sat next to him. "How long have we been able to do that?" He only shrugged thinking back to when it first happened.

"I don't know. I only know of it because of when it happened after Jimmy's funeral." He saw her confusion. "A kid that used to fight and patrol with me."

"I was saying my final goodbye when out of nowhere this skitter appeared and before I can do anything to defend myself it connects with me making my spikes glow and giving that tingling feeling that I'm sure you felt." Emily nodded telling him to go on.

"Since then I've been trying to make it work again, but it wouldn't. That's when I realized it only happens when I'm around others like me, or one of the aliens."

Emily tried to wrap her thoughts around all of this new information she was given. "What does that mean then?"

"I'm not sure. That's why we cant tell anyone. They already treat me like the enemy, we don't need to give any more reasons for them to think so."

"This is insane.." Emily ran a hand through her hair trying to think straight. All of it seemed crazy to her. But nothing was really considered crazy or strange anymore.

"So what do we do?" That was her main concern. She knew that if people found out it would only be a matter of time before they became target practice to some. Ben put a comforting had on her shoulder.

"I want you to stay here for awhile. Just so you can adjust yourself to everything I told you. I'll come back later when I'm done with patrol." He hugged her tightly. "We'll get through this Emily, together."

Emily hugged him back and lied down as he left the room. She trusted Ben with her life, she knew he would find a way to help the both of them. She was more concerned about what it meant for them and the aliens. If they could cause that kind of connection to happen, did that mean they could control them through it? Or does that just make it easier to find them. Too overwhelmed with questions and "What if" scenarios, Emily decided that a nap was much needed and deserved. Realizing how quiet the room was, she emptied her mind and let sleep consume her.

She heard voices. They were quiet but still there. And was someone shaking her? Opening her eyes she saw Ben holding her trying to wake her up.

"Ben? What time is it?" Looking at the window she saw it was dark. She slept almost the entire day.

"We need to leave. Now." She sat up watched as he walked around the room grabbing her jacket and holding it out for her to take. What happened while she was asleep?

"What do you mean, whats going on?" It wasn't until that moment that she noticed the light bruise under his eye and the cut across his cheek.

"Ben what happened to you! did a skitter attack?!" She reached out to him but he stopped her pulling her to her feet.

"No time to explain, all I can say is one of Pope's guys tried to start a fight and I might have caused some damage. Long story short, they saw my spikes glow."

"What?! How?"

"I don't know how! But we need to leave before they tell Weaver and my dad. It's not safe for us here anymore." Emily put on her jacket and followed behind Ben as they ran down the halls making their way outside. She didn't realize they were on the roof until she was close to the edge.

"And where exactly are we going to go? Ben this is crazy!" He was just about to jump when the door flew open and Hal ran out.

"Ben! Emily!" Emily stood behind Ben as she watched the older Mason take a small step forward.

"Go back inside Hal."

"No. Now what the hell are you guys doing? Dad just told me what happened, are you crazy?!"

"Hal just go back inside! were leaving and you can't stop us." Hal held his gun.

"Like Hell I can. Now come on. Move!" Emily didn't know what to do besides stand there and watch the encounter between the two brothers. Ben started his way towards him, Emily right behind him.

"I'm sorry" Ben whispered before wrapping his arm around Hal's neck. Within seconds he had his brother lying on the ground unconscious.

"Is he going to be ok?" Emily asked worried for him.

"He'll be fine. But we won't if we don't hurry." Grabbing her hand Ben walked to the edge of the building and glanced down before looking up at her. Emily gave a small nod and together they walked off the building landing perfectly on their feet when they got to the bottom.

"Where will we go?" Emily asked making sure the coast was clear.

"The rebellion." Was all Ben said as he led the way, the two disappearing into the small forest of trees.


	5. Complications Part 1

**A/N: Sorry for not updating in awhile. Been busy with graduating and also felt a little victimized after I posted the last chapter. I understand everyone has different thoughts and opinions but I like to try and keep things positive. Anywaysss..Enjoy and Review please! :)**

The two teens ran the best they could as they passed thick bushes and trees. Emily trailed behind as she tried her best to keep up with Ben who seemed to be moving at a quick pace. She could understand his need of getting somewhere safe where they weren't so out in the open. Even though she could keep running for hours, she needed to catch her breath for a few seconds. That was when she heard it.

"Ben wait!" She called out to him as she slowed down to a stop.

"Emily we have to keep moving"

"But I hear something!" She said gesturing for him to be quiet. Ben looked around and focused on the noises moving around them. Something was here, but was it the rebels? Emily stood next to him wondering the same thing only getting a shrug from her partner. Moving to a more clear spot they focused on their new senses. It was definitely skitters, the only problem was deciding if they were the skitters the two were looking for.

"Ben..I don't think this is a good idea anymore" Emily spoke quietly. But before Ben could reply, a voice had called out speaking for him.

"Your right! It isn't.." Just then Karen came strolling out in front of them, a mech behind her along with two skitters and the overlord. Both teens froze and stared at the enemy before them. Karen gave a smile seeing the frightened teens before walking to stand in front of them. Emily didn't realize she had taken hold of Ben's hand until she felt his lightly squeeze hers.

"Ben..rumor has it you've been in contact with the rebel leader. Am I right?" Ben let go of Emily's hand and straightened up a bit before giving a stone cold glare.

"Go to hell Karen" Emily would've laughed if it weren't for the life threatening situation they were in.

"Come on Ben, don't be like this." That's when the skitters and grabbed both Emily and Ben, pinning them against their bodies so they couldn't move.

"Remember how it felt? Being connected...completely...fully." She was mere inches from his face making Emily squirm and want to punch her right in the face. Emily admitted to herself weeks ago how she felt about Ben. She knew she liked him but would never do anything to jeopardize their friendship. She didn't even know if he felt the same. She'd have to remind herself to ask if they get ever get out of this.

"There's so much I want to show you..teach you" Karen was now dangerously close to Ben as it seemed she was going to kiss him.

"We're going to do things together, you can't even begin to imagine." She said this while looking at Emily giving the same creepy smile she did to Ben. Emily's fear went straight to her stomach as Karen held up a harness towards Ben.

"No Ben!" Emily shouted trying to get free from the skitter holding her back. Suddenly a shot was fired and the harness in her hand fell to the ground. More shots were fired and the skitters holding them fell to the ground. The two looked around confused as to what was happening as they saw figures of people opening fire on the mech.

"Ben! Emily! Get down!" Not needing to be told twice they ran behind a bush and watched the scene unfold. Emily saw Karen run off and if she had a gun on her, she would have chased her down and shot her. But sadly she didn't even know how to shoot a gun so the thought was a bust. More shots went off as the mech fired back. It wasn't until Tom had run around the crossfire and aimed for the fish-head trying to escape.

"All the mechs are standing down!" Hal yelled running to join his dad, gun trained on the tall, skinny alien.

"They don't want their leader getting hurt" The professor proposed. Ben confirmed his statement. Without any more thought, Tom decided to take it as their prisoner and bring it back to the hospital.

With multiple threats and gun pointing they were finally able to get the overlord into the back of their truck while making sure the mech wasn't going to shoot at them again. Emily couldn't stop staring at the overlord remembering he first time she saw it when she was harnessed. The thought sent chills down her spine and quickly got in the front of the truck next to Ben. As soon as they came, they were already on the road heading back to the hospital preparing for any attacks that might come their was the first to get out as he rushed to the front entrance to meet Weaver.

"Captain your going to want to see this! What the hell are you doing out of bed?"

"The next person that asks me that is going to get knocked upside the head." Tom made a mental note as Captain followed him to the back of the truck.

"Glad to see you got them back safely, now what about Karen?"

"She slipped away but I brought you something else" Tom explained bringing up his gun pointing it at their new prisoner. Weaver stood there shocked and surprised.

"I understood the objective was to bring back Emily and Ben, but instead you bring back a fish-head?"

"We had no choice this may be our ticket out of here" Emily couldn't stand being anywhere near it so she ran inside followed by Ben. Pacing back and forth she was finally able to calm herself down enough.

"You okay?" He asked concerned for her. All she could at the moment was nod, more memories of her time being with them flooding her mind.

"Yea..yea I'm okay..I just hate looking at it." Ben nodded in understanding and put a comforting hand on her shoulder making her look up at him.

"We'll get through this together alright?" She nodded and smiled. The smile didn't last long though as they heard gunfire and the distant sounds of mechs. Running back outside they saw soldiers and mechs firing back and forth as they shouted things to each other. Both decided it would be best to stay inside. Looking at each other they could tell that they both felt guilty for bringing all of this upon the second mass, Ben especially. He knew everyone probably hated him more for causing all this chaos and trouble. Emily bit her lip as she watched him get lost in his thoughts.

"I'm going to go see if I can help with anything.." Emily said quietly before turning and walking towards the mess of people running around trying to get as much as they can packed into bags. Bringing his gun back into his hands, Ben sighed and went off in search of his dad and brother.


	6. Complications Part 2

Once Emily was done helping the civilians with packing and getting things ready for departure, she started her search for Ben to find out what the current situation was. After a few minutes and accidentally walking down the same hall twice, she saw Ben and his dad talking, more like arguing it seemed.

"Fifteen year olds, fought in the American Revolution..Why can't I.."

"Because your my son!" Tom argued.

"That's exactly why I have to do this!" Ben yelled taking deep breaths before continuing.

"The other reasons down there." Emily didn't catch much after that because she was still a little shocked from their fighting and how negatively Ben thought of himself. Once his dad left Emily carefully, and finally, approached him.

"Hey are you ok?" She hesitantly asked watching him lean against the wall with frustration and fatigue.

"No..I don't know.."

"Well what do you know?" She questioned watching him with interest. It took a moment for him to get his thoughts together.

"That when this all blows over, I'm leaving. I can't keep putting everyone at risk."

"Ben don't think like that. Don't start blaming yourself just because a bunch of stupid aliens put spikes in your back. This whole world is filled with these things so don't go blaming yourself for the planet being invaded." Emily said trying to make him see things from her perspective. He only shook his head.

"I don't know Em. The way Karen looked at us, it scared me. I actually thought they were going to try and harness us again, because of what I know about the Rebellion." Emily put a hand on his shoulder and gave it a comforting squeeze.

"Hey..We'll get through this, together." Ben smiled and wrapped an arm around her giving a side-hug.

"Thanks Emily." Emily nodded in response and pulled away. She bit her lip wanting to tell him about how she felt but thought against it as his dad came towards them.

"Ben I need you to come with me and Weaver to check out the tunnels and see if we can find a way out of this alive." Nodding Ben shouldered his gun and followed his dad. Emily watched the chaos continue. In a way she felt almost useless just standing around watching everybody do their jobs. All she had done so far was pack a few things and run away. Personally it didn't feel very helpful. If Ben truly was planning on leaving, maybe she could go with him. Be of some use for once and help with the Rebellion. Maybe help find some answers to winning the war. Noticing a few struggling people she offered her assistance and was once again helping other grab what they couldn't and load it all. Hearing shouting she noticed Weaver ushering a bunch of people through the door and lock it up. Ben was with them so she tried to figure out what was going on.

"Where you going?" Weaver asked watching Tom walk off.

"To pay a visit to our honored guest." Was his only response.

"Dad!" Ben ran after him.

"Ben wait!" Emily shouted running after both of them. They were both walking down long hallways then turned to a room which led to a bigger room.

"Open it" Tom ordered and walked in just as the door was opened. Ben followed but Emily stayed near the two guards.

Emily watched with amazement and horror as the Overlord stood up breaking the chains that were keeping it down. She didn't realize what was happening until she saw Ben's spikes light up.

"At last we have the chance to speak again. I've been looking forward to it professor Mason." What was happening? Watching the professor look between the two she realized that the overlord was using Ben to speak to Tom. They could do that?! That scared Emily all the more making her wonder if they have her do more than just communicate between the two.

"We don't need your help solving our problems thank you" Tom said loudly breaking Emily out of her thoughts.

"Of course. Once our task here has been completed we will move on-"

"What task..why are you here" Tom interrupted "Ben".

"That is none of your concern. But, disrupting our operations and continuing to obstruct the inevitable can only result in more pain..and suffering." Emily went back to her thoughts remembering the day she was harnessed. The immense pain she felt as the bug launched it's spikes into her spine then felt nothing seconds later. Obeying their every will without a second thought. If only she had been more careful that day helping her dad find food, then maybe she wouldn't have been caught. Emily was brought out of her thoughts again when she noticed that Ben's spikes weren't glowing anymore and fell to the ground.

"Ben?!" Emily rushed forward but was held back by one of the guards that had an arm wrapped around her. She watched him gasp for breath while his nose bled.

"Stop it" Tom said to the overlord.

"Please!" He shouted this time. Looking back at Ben, Emily saw him calm down.

"Sentiment..Weakness..You are in over your head Tom Mason. Now release me before it's too late."

Emily felt pride surge in her as she watched the professor reach for his gun and shoot the fish-head in the shoulder. Watching it go down Emily ripped herself from the guards hold and ran towards Ben and Tom. She helped him up and used the sleeve of her shirt to wipe the blood off his nose.

"Thanks.." He said sounding tired. Emily smiled and helped him stand up while his Father went to get Anne. They still needed the alien alive if they were going to get out of here alive.

"Do you need anything?" She asked watching him with concerned eyes. He only shook his head.

"No I'm ok.." He replied wiping at his nose to get any blood he might have missed. That's when she heard Hal talking to someone as they made their way down the hall. Once they came into view she realized it was Karen.

"Yea well you must have missed a subatomicparticle or two cuz things haven't been going according to plan ever since have they?" Emily could see the different emotions running through Hal as he spoke to Karen.

"There are always unexpected variables that require adjustments. I made them and now you're handing my master over to me."

"Well I guess you got it all figured out don'tcha. Move." Emily smiled but it soon faded as she saw Ben and tried to fake concern. It made her want to gag. Unable to stay in the same room as Karen, Emily slipped away and found Anne and Lourdes. Lourdes looked like she was about to cry so Emily didn't say anything. She sat there silently waiting for something to happen.

Ben and the others approached, Karen wasn't with them.

"Hey what's going on?" Emily asked as she walked with the group.

"We're leaving. Now." Nodding she grabbed all of her things and joined the massive herd of civilians as trucks and cars started up and down the road. Emily walked with others avoiding awkward conversation.

It wasn't until they were a few miles out that they stopped to figure out their plan for Charleston. Emily leaned against a truck chatting with Matt and Hal. Matt kept talking about what he was going to do next time he saw a skitter making the other two laugh. It felt good to Emily, laughing at something again. It almost felt relieving. She picked up one of Hals guns and held it in her hand.

"Careful, accidentally pull the trigger and you might lose a limb, or someone else's" Emily laughed and handed it back to him.

"Do you think you could teach me sometime? To shoot?" She asked keeping her eyes on the ground. Hal seemed surprised.

"Uhh yea, sure."

"Let's move!" Weaver shouted. Emily ruffled Matt's hair and said goodbye heading towards the med bus.

"Mind if I hitch a ride?" She asked climbing on.

"Not at all." Anne replied smiling. Emily took a seat towards the back and looked out the barred window. Hearing footsteps she looked to see Tom get on and sit in front of her. He looked upset.

"Mr. Mason are you alright?" He only shook his head and wiped a stray tear from his eye. She thought best not to ask until later.

"Do you know if Ben is riding with us?" She asked curiously thinking nothing at first until she saw the way Tom lowered his eyes and gave a look of pain and sympathy.

"Ben's not coming with us.."

"What do you mean?" Emily asked getting worried.

"He left..Ben left the 2nd mass.."


End file.
